Totally Spies: The Symbiote
by DemonicRa
Summary: An object from space carries with it a new and unusual friend for Clover. A rewrite of Station Square Guardian's story of the same name.
1. Chapter 1

Totally Spies: The Symbiote

Disclaimer: I own nothing of Totally Spies

Summary: An object from space carries with it a new and unusual friend for Clover. A rewrite of Station Square Guardian's story of the same name.

A peaceful evening had blanketed Beverly Hills as the Sun gently set in the horizon. The day had many struggles and trials for Clover, a young lady with a slim figure covered in a skin-tight red catsuit, blue eyes, and short blonde hair. She was alone at home with her mother out of town for reasons Clover had forgotten. She would normally take advantage of this fact to throw a slumber party with Sam and Alex, but she didn't have the strength. The girl collapsed onto her bed, her body screaming in pain. Her day had consisted of a Chemistry test she barely got through, though was confident she aced it, followed shortly by stopping some mad man from crashing the world economy and plunging billions of people into chaos. "It's over... it's Friday... I'll just sleep through the weekend..." She sighed in pain and exhaustion. She rolled onto her back, gaining much-needed air. The girl's stomach demanded food, making her sigh once more.  
Clover forced herself up and into her bathroom. She disrobed her spy suit, tossing it into a plastic laundry bin. The valley girl took a look at herself in the mirror. She smiled, proud of her flawless skin and form. She cupped the underside of her breasts, silently wishing for a bigger bust. Still, she was happy with her appearance. She gave a quick wink before dressing in a waist-length pink nightgown. Even with exhaustion clawing at her body, she still had time to admire her looks, ever proud of her beautiful appearance. With a newfound reserve of energy, she made her way to the kitchen and prepared a light snack.

Following a return trip to the bathroom to brush her teeth, she turned out the lights and went to bed, covering herself in a blanket. In but a few moments, she had fallen asleep.  
Clover's eyes shot open, her mind registering an ungodly heat that had overtaken her room. "What happened to the central air system...?" She whined in misery. She roughly pushed her blanket off her hot and sweat-soaked body. She sighed, still feeling hot. A sleepy and annoyed Clover sat up and took off her nightgown, tossing it aside. She laid back down, now in just her white-laced bra and panties. Another sigh slipped past her lips as she closed her eyes, her arms and legs spread out. Even though her body was still fatigued from the day's unwelcome events, there was still a warmth she couldn't ignore. Between her toned legs, she could feel hot and wet, arousal that needed to be satisfied. Not one for routine self-pleasure, she preferred to make love with her girlfriends Sam, Alex, Mandy, and/or Britney, but she had little choice since they were not there, and she was too tired and dignified to call one of them over for sex.  
Her right hand moved downward, skimming past her stomach and to her pussy, gently massaging her private area. Clover was surprised by how sensitive she was, stifling a cry of pleasure. Her cheeks had gained a new shade of pink. The heat had been getting to her in most unusual, if not interesting, ways.

Clover continued to rub herself below, gently panting. Her left hand found it's way to her chest, cupping her right breast through her bra. Her index finger circled her nipple before a surge of irritation forced her to pull her bra upward, fully exposing her chest. Once done, she cupped her breast and gently squeezed, illiciting a short cry of ecstasy from the young spy. Her blush deepened as she rubbed her nipple between her thumb and index finger, sending a jolt of pleasure through her body. Desiring a final climax, Clover pushed her panties aside to expose her hot and wet pussy. She ventured a gentle rub along her pussy, sending a shiver up her spine. With her mind in a haze of lust, she pushed her left index finger inward, making her cry out. Full of vigor, she inserted her middle finger as well, and proceeded to use her thumb to rub her clit.  
The girl began to pant heavily as she pleasured herself. She felt her pulse race and her heart beat faster. She arched her back upward, moans flowing from her lips as she neared release. A spark seemed to go off in her mind as she climaxed, a cry of passion escaping her.  
The girl settled on her back, heavily panting as waves of pleasure coursed through her body. Finally calmed and satisfied, her left arm was spread at her side. She brought her right hand to her face, seeing her fingers slick with her own juices. Curious, she slipped her index and middle fingers into her mouth, discovering, and liking, her own taste. After a few moments, she let her arm rest at her side and stared at the ceiling. "Good news: no one is home and no neighbors to complain about noise. Bad news: the central air is still busted." She remarked aloud, trying to prevent a bout of deafening silence. She could hear her heartbeat slow to normal levels, and saw her chest rise and fall with normal breathing.

The spy left her bed and walked to her window, opening it for a breeze of cool air. She fixed her bra and panties in their correct places and sat on the window-sill. She looked out at Beverly Hills, enjoying the breeze blow over her body. She sighed in relief, no longer feeling fatigue. Clover looked up at the star-dotted sky, trying to pick one out that she liked. A particular star caught her attention, one that seemed to be moving rather quickly. In fact, it was getting bigger. "A shooting star! I have to make a wish." Clover cheered. Her blue eyes kept track of it, the girl wondering on it's final destination. The star gave off a brief glimmer which seemed to resonate within Clover, much to the girl's confusion. The star seemed to suddenly change direction, something that would astound any astronomer. Gaining speed, it seemed to fly to the young girl in the window. Clover watched in awe as it soared toward her. A mix of fear and curiosity prevented the nearly nude girl from moving or fleeing. Less than half a mile from her, it began to slow. It crashed into clover's backyard, outlined by a small crater. Truly intrigued, Clover grabbed a pink robe and dashed outside.  
Loosely tying the robe closed, she approached the object that fell from the sky. It appeared to be a white glowing orb. Slowly, the light faded and revealed a medium-sized metallic triangle with strange markings on it. "Whoa..." Clover was intrigued. She bent down and tentatively grazed the object, finding it to be cold as ice. Deeming it safe, she lifted it and stood up. "Pretty..." She marveled, no longer feeling tired or uncomfortable, like the object gave her new strength. Normally, she would be scared or nervous, but she felt at ease.

Her calm feeling was short-lived. A small tendril of black ooze secreted from a seam on the small pyramid. It seemed to scan a bewildered Clover, before ejecting it's entire mass. The girl dropped the pyramid and stepped back as the black liquid began to cover her. "Ewww! Get off!" She demanded. It covered her breasts and began to slide down as she tried to wipe it off. The more she struggled, the worse it became. The sentient liquid alien was cold to the touch, spreading over Clover, moving up to her collar-bone and down her stomach, tearing at her bra and panties. As it spread over most her body, she felt her strength being sapped away. She turned to her home, planning to call Sam, her genius best friend and lover. She took a single weak step before crumbling to her knees, then finally falling forward. 'Am I going to die?' She wondered in fear and sorrow. She thought on her friends, and how they would miss her. 'Sorry, guys. I love you.' With that thought, she fell unconscious.

Clover's eyes shot open, and she bolted to a sitting position, breathing heavily with her eyes wide open. She was sitting on her bed, in her room, as if nothing had happened. She scanned her room, but found nothing out of place. She turned her head to check the time, seeing it to be 1 A.M. She closed her eyes and sighed, thinking it to be a dream. The girl reached up with her right hand and cradled her head, trying to calm herself. It took her a moment, but she realized her hand was completely black. Her eyes widened in realization and horror. She threw the covers off her and saw her body was covered in black, as if she had been dipped in ink. The girl panicked and dashed out of bed to her bathroom. Throwing the light on, she scanned her appearance in the mirror. The black liquid being bonded to her like a second skin. It covered from her neck like a collar down to her feet. She could make out the details and curves of her body, like her nipples and surrounding areolas. Even her pussy was exposed by the creature. In panic and anger, she let her robe slip of her blackened arms behind her and grabbed at the alien from her left forearm, pulling and stretching it somewhat in a vain attempt to remove it. "What is this?" She demanded. "Get off! Just...get off me!" She struggled. She lost her grip and the alien reformed onto her arm.

Panic overtook the spy as she looked at her body in the mirror. Nude, save a second layer of pure black skin on her. "This is a nightmare." She lamented, feeling like a freak. She thought on what Sam would say and do. "Keep calm, and analyze the situation rationally. Sammy, don't fail me now." She muttered, finding new hope in her otherwise bleak situation. She closed her eyes and took a deep breath, trying to calm herself. "First, analyze." She stated. She opened her eyes and narrowed them, examining herself in the bathroom mirror. The second skin seemed to reflect a minor amount of light, she noted. She raised her left arm and ran her right hand's fingertips gently across her left forearm. She noted how it felt like direct contact from skin to skin, and not like feeling it through a layer of clothing. "Wow, my skin has never been smoother!" She exclaimed happily. Feeling more at ease, she returned her gaze to the mirror and ran her hands down her sides from beside her breasts down to her hips, enjoying how her skin felt. "You might be weird, and a bit scary, but you do make me look hot." She complimented the as yet unknown being. She gave herself a sly grin and winked, almost flirting with herself. Without noticing, her fatigue had since vanished, making her far more energetic.  
Looking down at her chest, she once more silently wished for a larger bust. As if on command, her breasts gained a new cup size, growling larger at a brisk pace. She didn't feel anything as it happened, and grinned widely when it finished. "Wow, check me out!" She cheered, cupping her breasts in her hands and giving them a brief massage, feeling slightly aroused by herself. "Did you do this? ...Can you make them bigger?" She inquired. Once more, her bust sized increased, gaining a cup size many women would require surgery to gain. Delighted, she lifted her breasts up and marveled at their perfection. "Mandy, eat your heart out." She said, thinking on her former enemy and current girlfriend.

Clover turned around and looked at her back in the mirror, seeing everything in place. Her hands glided over her soft bottom, making sure everything was fine, of course. Further aroused, she pushed her breasts against the wall, feeling herself grow wet down below. "Mmm...that feels so good..." She confessed, softly licking the wall for a brief moment. Her cheeks flushed with the vigor of youth. She quickly snapped out of her haze of lust and turned around, once more standing at the edge of her counter. She willed her chest to return to normal, and they followed suit. "I'd need to be a lot stronger to walk around with boobs that big." She commented, still satisfied by her appearance with her larger bust. As if to further demonstrate it's abilities, she watched in astonishment as her muscles became harder, giving her a chiseled lean body capable of anything. She stepped back and looked herself over, reminded of a master fighter. "Not too big, not too small. I'm a lean, mean, fighting machine." She announced, giving a 'hi-yah' with a fist thrown towards the mirror. Deciding she needed a better look, she exited the bathroom and walked to her larger mirror.  
Clover scanned every inch of her body, back and front. She willed her body to return to normal, and as before, it did. The being seemed to be compliant with her. Suspicions arose, despite her gratitude on being able to see herself in new perspectives. She looked, and felt, completely naked, but she didn't mind. She considered it to be akin to wearing her spy outfit.

"You're an alien, I get that, but where did you come from? Why are you here?" She questioned, raising her left arm before her and running her right hand's fingers across it, almost petting the creature.  
A small black tendril sprouted from Clover's arm and rose, hovering inches before her face. The girl gave it a quizzical look, assuming it meant to communicate with her. Throwing caution into the wind and hoping for the best, she closed her eyes and gave it a quick peck with her lips. She watched as it wiggled about and gave a high-pitched repeated hissing sound, something Clover felt was giggling. She lightly chuckled at it, pleased to have found some manner of communication. "All right, little guy. First, what do I call you? Hmm...for now, I'll just call you Blackie. Not original, but it's been a weird night and I'm still rattled." She decided. Another hissing giggle was a signal of approval. Clover giggled once more, amused by it's sound. "Okay Blackie, tell me: where do you come from?" She inquired once more. A pregnant silence overtook the room, with a vision of the metallic pyramid flying through the furthest reaches of space. Clover felt cold, alone, and sad. She realized Blackie was sharing it's memory with her. Restored to the present, she looked at the tendril with sympathy. She wondered why the creature made that journey. Maybe it didn't have a choice in the matter. Their connection afforded her some amount of insight into it. She could sense it was good and meant her no harm, simply wishing to survive. It was still reeling from it's travels, weak and cold. "Okay. Let's stick together. For now, at least." She flashed the being a sweet smile.

Clover felt Blackie's joy and gratitude. The tendril flew downward, gently skimming down the girl's abdomen before reaching her pussy. She watched it move, curious as to it's intent. She was still somewhat wet from earlier in the bathroom, making her all the more sensitive as the tendril grazed her pussy. She moaned and lightly blushed as it gently rubbed her clit. "Haa...Blackie, that feels...good. Is that what you want? Do you want me to masturbate?" She asked, her legs feeling weak. She watched as it lapped up her juices and rubbed her once more. She took that as an affirmative.  
She walked to her bed and laid down. Following Blackie's wishes, her left hand moved down to her pussy. She began to caress herself, finding out just how sensitive she had become. An audible moan erupted from her mouth. She wondered if it was just her, or if Blackie had increased her sensitivity. Either way, it had been an arousing night for her. She silently wished one of her girlfriends had been with her.  
She began to touch herself in earnest for the second time that evening. The spy began to massage her pussy, arching her back upward and crying out in ecstasy. "Ahhh... Blackie, if you made me like this, I'm not sure if I'd hate you or love you." She commented. Her right hand raised to grab her right breast, making her moan once more. "Maybe both." She decided. She rubbed herself with her middle and index finger, feeling hot and wet below. The heat and lust was becoming too much for her to bear. She rolled over onto her stomach and raised her lower half onto her knees before continuing to rub her wet and dripping pussy. Clover continued to cry out, clutching the sheets before her head with her left hand. She became hotter by the moment, and continued to thrive in the throws of passion. The girl pushed her two fingers inside, crying out in pleasure. Unexpectedly, Blackie extended Clover's reach, the black material elongating and matching the shape and form of Clover's fingers inside as she pushed her fingers in and out. Surprised, but joyed by the assist, she continued her act for a few moments longer before climaxing.

After some time passed of Clover panting for air while laying flat on her stomach, she rolled onto her back. "Wow... it's been a while since I came that hard and heavy. The girls would have loved that." She said in a low tone. Once more, she sucked her juices of her fingers and watched as a new tendril form on her thigh lapped up her juices from her pussy. She let her right arm rest on her stomach as she giggled briefly, tickled by Blackie's actions.  
She closed her eyes and smiled blissfully. "You're incredible, Blackie. Nothing on Earth is able to do what you can do. It's amazing." She praised the being. Another few quick high-pitched hisses arose from it, which Clover knew to be happiness. 'I'm going to have to change my sheets.' She thought to herself. She rode out the afterglow of an incredible orgasm in peace.  
Clover sat up on her bed, but not by her own volition. "Blackie, you really need to let me catch my breath." She insisted. Taking control of her body, the creature made Clover rise to her feet, wiping away her exhaustion and residual lust and sensitivity. She was moved to her open window. Blackie covered Clover's face in black, forming two sharp white oval shapes for her eyes, and changed her hair color from blonde to white. In one fluid motion, Clover was made to leap outside and land gracefully on one hand and knee.

"I'm going to give you the benefit of a doubt Blackie, but I am NOT going outside naked. I'm not an exhibitionist." The spy told it sternly, adamant at drawing a line in it's actions. To comply, the girl was made to stand as the creature toughened itself and provided covering for Clover's more sensitive places. She was still in a skintight suit showing the curves of her beautiful form, but at least the outlines of her nipples and pussy were no longer visible. Clover sighed in defeat. "That's a bit better, I guess. We'll need to work on communication and acceptable practices laster. For now, what do you want to do?" She told the being, trying to be understanding. Blackie made her way out of the girl's backyard and toward the city, displaying incredible and inhuman athletic ability.  
It felt unusual, being manipulated by a largely unknown being fused to her, but she sensed good in it, and was entirely grateful that it was night and that she could not be properly seen by others. She leapt from building to building, not feeing tired or shock from her feats of strength, speed, or agility. She really was a lean, mean, fighting machine, she observed. It felt truly incredible, a rush she hadn't felt in quite some time. She scaled large buildings with ease and grace. Gaining sight of one of the tallest buildings, her right arm was extended, allowing a tendril to shoot forward and grapple onto a ledge. Clover was pulled quickly across a street. She grabbed onto a niche and leapt upward, landing on the roof. She looked about, seeing Beverly Hills' beauty at night. "Wow..." She spoke, dazzled by the skyline. A pleasant chill ran alone her spine as the wind danced about her. She was slowly getting over being nearly naked in public. "I knew Beverly Hills was beautiful, but seeing it from this angle gives a girl a new appreciation." The spy commented, falling in love with her city all over again. Her gaze scarcely left the majestic nightscape before her.

After a minute or two, Clover was on the move again, moving about as a shadow until she reached her destination. From a great height, she fell with a small thud on warm sand, looking out at a beach. Regaining control of her body, her mask receeded and restored her hair color. She walked along, enjoying the feel of sand beneath her. The smell of the ocean, the silver tint of the moon on the sand, it had truly become a memorable night. For the right reasons, this time. She bent down and ran her fingers threw the sand. Without warning, a dull white light began to emit from her hand, transmuting the sand into small particles of white hot glass. Having come to expect anything, Clover gathered the glass in her hands. A sense of relief spread throughout her. "Now why..." She began, having realized it was Blackie's relief she felt. "Oh I get it. You want to be warm." The girl realized. "After being adrift in space for so long, of course you would want to warm up." Clover deduced. She let the glass fall through her fingers. She began to caress her body in an attempt to warm her new friend, crossing her arms over her to rub down her shoulders and past her arms to her waist and hips. The familiar high-pitches hisses arose, as did a feeling of gratitude from Blackie.  
She laid down on the sand and began to feel warmer. She threaded her fingers and rested her hands on her stomach. She looked up at the pale moon, feeling at peace. Blackie went to work transmuting the sand beneath Clover to warm the two of them. The creature restored it's normal form on Clover, showing itself as a layer of skin once more.

After a while, Clover slowly stood up and looked out to sea. She decided on a midnight swim, feeling safe enough to do so with Blackie. She also wanted to give Blackie a tour of another one of Earth's environments. The girl walked towards the shoreline, her act gaining her a low hiss of uncertainty from her new friend. "The water is warm enough. Don't worry." She assured the otherworldly being. She reached the water and continued forward, looking down at the level. She saw her body and noticed the finer details were exposed. "Naked again... Don't make it a habit, Blackie." She sighed. She felt his understanding, but was still naive. Clover took this into account and decided to be understanding with it. Once the water reached the navel of her stomach, she bent forward and dove, swimming in the ocean. Blackie formed flippers on her feet similar to what deep-sea divers wear and fins on her forearms, allowing for faster and more efficient swimming. Clover was astonished by the new form. "Is there anything you can't do?" She wondered aloud.  
The girl and her alien friend seemed to traverse miles in no time at all. Seeing the stars and moon reflected in the clear water made her feel like she was swimming in an ocean of stars. She stopped and looked back, seeing how far she had come. She continued to tread water for a moment before diving downward. Blackie stepped in and granted Clover further abilities: one which allowed her to perceive the black depths of the sea clearly, and another allowing her to breathe underwater.

Clover swam the expansive ocean, exploring undersea caverns and watching the various types of fish pass her by. "I hope you're having as much fun as I am." The girl said to her friend. A gentle hiss and feelings of joy were her reply. She sat upon a large smooth rock on the ocean bed and scanned her surroundings. A cloud up above passed, revealing a large ship in the distance. "A Spanish brig circa 1700s." Clover detailed the ship. "What? How did I...? Blackie, you can be a cheat sheet, too?" She was taken aback. She felt as if it shrugged nonchalantly. She pushed off the rock and swam to the large wooden ship. She moved to it's back and read the name. "El Dorado..." She was intrigued. "What do you think? Wanna take a look?" The girl inquired, excited. Clover sensed Blackie was eager to explore, earning further approval from it's host. "Okay. Let's have an adventure."  
Clover kicked off the edge of the ship and dove down the stairs on the deck. Nervous, but also completely excited, she was astounded by the relic. Blackie altered Clover's overall mass and weight, allowing her to walk normally in the ship. Water resistance was also dealt with, allowing the burgeoning explorer to easily interact with her surroundings. She ran her fingers over a cannon, used by a pirate long ago to steal goods from merchants. After exploring the second level of the ship, the girl stopped to ponder. "Hmm... I wonder if there's any pirate booty around. Hehe." Clover giggled at the thought, thinking it to be an impossibility. "Off to the captain's quarters, me hearty!" She ordered, holding up her fist in a gallant manner. Two quick hisses from Blackie were meant to be an 'aye, aye'. Clover swam upwards and out of the ship. Before she could swim to the captain's quarters, she locked eyes with a quickly-approaching great white shark. "Whoa!" She cried in surprise and fear. "I'm not a midnight snack, okay? Just go away!" There was hunger in the predator's eyes. It wanted a little blonde waif.

Clover could handle fights against all sorts of opponents, but taking a powerful shark on deep underwater was a tall order for even the most ardent of spy. Blackie took control of the situation, manipulating Clover's body to harden and slightly grow her muscles. The lean, mean, fighting machine returned.  
Blackie raised Clover's right arm and let the creature bite down on her forearm. The black skin was hardened enough to weather the attack without the terrified girl feeling a thing. Blackie leveled a powerful left hook, ignoring water resistance entirely, at the shark's right eye. Stunned and in pain, the shark fled, darting out of sight quickly enough. Clover's body was returned to normal, save the fins on her feet and arms. The girl took a deep breath and exhaled, letting her pulse return to normal. "Nice shot, Blackie." She breathed. The girl took a few moments to gather herself before swimming off to the captain's quarters. She gently threw open one of the doors and headed inside. Blackie once again allowed Clover to explore without dealing with the water's interference. She walked along, scanning everything around her. She saw metallic objects and trinkets, assuming they had some worth. Blackie drew her attention to a suspicious wall. She stepped closer to it and examined every inch. Blackie took control of her left arm and pressed a metal rod downward, triggering an old mechanism that spun the wall 180 degrees, revealing a secret room. "Treasure! Pirate booty!"  
Clover cheered, seeing various precious metals and stones.

The girl barely stopped herself from running in, electing for a brisk walk into the 10 foot by 10 foot room. She reached into a chest and pulled out a small handful of gold coins. She looked them over, marveling the beauty. The possibilities were endless! She could buy whatever she wanted: a villa in Italy, a mansion in London. Without hesitation, she thought of others. "Sam and Alex are going to be so shocked when I tell them about this!" Of course she would share with those closest to her. Clover sensed anxiety from Blackie. "Sam and Alex? They're my best friends. You can trust them." She defended the two most important people to her. A wave of hesitant relief was felt. A small pocket formed on Clover's right hip. Intrigued, the girl placed the coins inside and watched the pocket close and vanish. She grinned widely, impressed once again. "I'll take the girls back here tomorrow. We're gonna be so rich!" She cheered.  
She exited the secret room and watched as it closed behind her. She shrugged and took a step to leave before she felt Blackie's hunger. It was weakened, Clover thought. "We'd better leave before I drown." She said, nervous. The familiar tendril formed from Clover's left forearm and stretched down to her pussy. "What? Again? I'm am NOT some nympho who needs to masturbate all day and night." Clover shot in a huff. "I mean, my best friends have become my girlfriends recently. We have three-way sex often enough. Mandy and Britney have even joined us in our circle of love. But still, I'm not a pervert." She pressed.  
Blackie sent her a thought on it's current situation. It had not recovered enough, and emergency shots of adrenaline will ensure their mutual survival. Clover sighed, feeling dejected. "Fine, but I stand by what I said before." Considering she has already had sex in public places with her girlfriends, masturbating on a ship was not a great leap.

Clover didn't think it wrong or weird by any sense of the word. Her best friends Sam and Alex, her close friend Britney, and her enemy and rival Mandy had since become her girlfriends. Everyone loved everyone else equally, and she didn't care what anyone else would think. Sam convinced the girls to tell their parents the truth of their love lives so they didn't have to hide and sneak around, and Clover was the first to agree.  
The girl walked towards the captain's large desk standing before large windows on the back of the ship. The fins on her feet and arms had since vanished, however she was still able to walk normally without dealing with water resistance. The desk and chair were in good shape considering the circumstances. She ran her fingers over the still smooth and polished wood of the desk. She stood at the corner near the captain's chair behind the desk. The girl began to moan as she grind her pussy on the pointed corner of the desk, feeling herself grow hotter and more aroused, with her pulse acting in kind. She continued her motions, feeling her juices flowing below and a blush forming on her cheeks. Desiring more, she stepped back and bent down, laying her head and left arm on the desk while she began to rub herself between her legs. She let out a great cry of ecstasy, grateful that she was underwater and no one could hear her. She felt her own heat below, surprised she could get like that again without someone there to help her along. She noticed her fluids on the desk and softly licked them up without tasting sea water. She attributed this and a boost in her immune system to Blackie.

Feeling her legs weaken, Clover moved to the captain's chair and leaned back, continuing to rub herself with her right hand. She used her middle and ring fingers rub the length of her pussy while her thumb massaged her clit. Her mind awash with lust, her raised her left breast with her free hand to her mouth, allowing her to lick and suck on her nipple. No longer able to contain her voice, she cried out in pleasure, feeling her juices flow freely between her legs. She continued to massage her breast and nipple, slowly pushing her over the edge. Feeling her release nearing, she moved her two fingers inside, pushing them in and out. Like before, Blackie formed two false fingers to extend her reach inside. After a few moments more, her body tensed and she climaxed.  
Her body mass returned to normal, allowing her to float above the ancient chair. She breathed in and out, reveling in her orgasm. Like earlier, Blackie lapped up whatever juices were left on Clover's pussy with a tendril extended from her arm. The girl gently pulled the tendril up to her lips and gave it a kiss. "You can stay with me until you recover your strength. After that, I'm sure there are other places you would want to be." She told the creature, content with it's presence. She felt an almost loving feeling from the creature and an unwillingness to leave her for long. She giggled, moved by it's affections. A series of high-pitched hisses rose from the tendril, another giggle from the creature.

Clover reformed the finds on her feet and arms, propelling herself back to the surface of the water. She took a deep breath of air, never realizing how much she missed it. She made her way back to shore in a short amount of time. Blackie sent her a vision, telling her it memorized the ship's location for her.  
Once on the beach, the flippers on her feet and fins on her forearms made of Blackie's skin receeded. "Hah. That was fun. I'm glad you came." Clover praised the creature, gaining another series of hissing giggles from her partner. She looked at her hands and body. "I just hope I don't have to look like I swam in ink forever." A valid complaint, since it would stand out. In a short moment, her normal skin tone returned, and she truly looked nude. "What?" She was surprised. She quickly covered her chest and crotch. "Change back! I don't want people to see me like this!" She urged. Her body quickly returned to a jet-black color. "At least I'm not noticable like this at night, but we really need to have a talk about the importance of covering me. I am NOT a dirty girl." She gently chided the being, who she could tell was still confused by her prudence. The toughened layer and black mask returned, and this time, Clover was in control. She employed parkour, returning to her home in a very enjoyable way. Her cheers or excitement could be heard by the nightowls who enjoyed Beverly Hills' night life, though they never once spotted the source of those cheers.

Clover crept into her room through her window. Once inside, the mask and added layer receeded, leaving her little more than naked once more. The girl willed the hidden pocket to return, extracting the gold coins from whatever pocket space they had been in previously. She set them on her nightstand beside her comfortable bed. Clover elected to roughly grab her sheets and toss them aside as they were stained with her sweat and juices. She kept the blanket on her bed, however. She laid down and sighed, happy with her night. Blackie formed a copy of her nightgown, restoring her skin color in the process. A pink tendril extended to grab the blanket and drape it on Clover's body. The girl rolled onto her side and smiled with her eyes closed. "Thanks, Blackie. Good night." She bid the creature. A single hiss was her reply. Tomorrow, she planned to tell Sam and Alex everything, and was certain that after the initial shock, they would have as much fun as she did. She wondered if Blackie could either divide itself or if it could pass from her to another person. Blackie confirmed both were possible. Clover giggled, but gave a gentle request to leave her private thoughts private. Blackie was once more bewildered about the girl's prudence, but went along with it and left her mind be unless otherwise requested. Tomorrow would dawn a new day and new adventures for Clover and her circle of lovers. New adventures of all kinds awaited.

Author's Notes: Firstly, this is a rewrite of a story originally written by author Station Square Guardian in 2010. I rewrote it with Guardian's permission and blessing. I wanted to tackle it just to write something different and unique. I think I did well, but check out the original story for comparison. I'm told Guardian wants to continue the story after she finishes a current project. It was a fun and overall short write. I tried to stay true to the original material as much as I could, adding or changing a couple of things to suit my own style. Now, to answer a couple things one might wonder: 1) Blackie was named by Guardian. 2) I feel it's a mutual partnership between Clover and Blackie, and not one of possession. Well, I hope you like it.


	2. Chapter 2

Totally Spies: The Symbiote Chapter 2

Disclaimer: I own nothing of Totally Spies

Summary: The trials, and benefits, of Clover's new friend joining her group. A continuation of Station Square Guardian's story using Guardian's notes.

With perfect short blonde hair, beautiful blue eyes, and a body that could be modeled after great works of art, Clover was a dream. At first blush, she was a normal girl who could light up a room with beauty and charisma. However, behind her university student persona was a secret agent for a global spy organization who protected the world on a daily basis. The young lady certainly had a lot of work both ahead and behind her. Through it all, however, she maintained the air of normalcy. At 22 years old, she appeared to have it all and could want for nothing. However, last night a single star that sailed the infinite abyss of space found its way to her to change everything.  
While it appeared to be a strange black ooze that was once contained in a metallic pyramid with strange markings and indentations, it was so much more. Blackie, as it was dubbed by Clover, bonded to her body and granted her incredible powers and skills. They forged a strong relationship, one of friendship and symbiosis.

When Blackie appeared in this world, it seemed to choose Clover out of everyone. Though the attractive spy was skeptical, and somewhat frightened, she grew fond it the being. It was exhausted and near death when it arrived, urging Clover to help it. She discovered Blackie thrived on her adrenaline and fluids, suggesting that she masturbate to provide it nourishment. The girl thought it unusual, but the event was one of her more pleasurable ones, next to her love-making sessions with her friends and lovers.  
Last night proved to be an incredible time for the spy named Clover. After she went to sleep, comforted by her new friend Blackie, her mind drifted and mingled with the incredible being. In her dreams, she learned everything about it. One fact that stood out was that all symbiotes, no exception are incredibly docile and friendly and only get mad or angry when their hosts are hurt, or see something incredibly bad or malevolent. This was important to note for two reasons: the first was that Blackie was friendly, and the second was more of a curiosity to its origins. It is apparently the last of its kind.

The morning sun crept through the drawn curtains of Clover's window. She tossed somewhat, groaning that her rest is to be disturbed. She opened her eyes and laid flat on her back with the covers down to her waist. In a moment's notice, she went from feeling tired to feeling completely rejuvenated. A familiar hiss, one the girl noted to be of happiness, reminded Clover that the night's events were all too real. She smiled, content with that thought. "Good morning, Blackie." She greeted her otherworldly companion. She gained a good enough understanding of Blackie to be able to explain what it is to her girlfriends. It would prove to be an interesting conversation, but with everything Clover can now do, she doubted they would freak out much. With all the crazy things they've done, including time travel, an alien symbiote that grants incredible power shouldn't be too much, right? She giggled to herself, wondering on their reaction. Since Blackie required sex to refuel itself, Clover would be happy with Sam and Alex in on the find of the century.

Without warning, Blackie extended a tendril and removed the blanket from Clover, pushing it aside. Clover sat up and leaned on her elbows, looking down at Blackie, who was currently taking the form of her pink pajamas. The pink shifted to black and turned from fabric into the solid liquid of Blackie's normal form. It rose and took a solid personified form, one closely matching her friend Sam, hovering over the confused girl. Blackie/Sam straddled Clover, her hands planted firmly on either side of Clover's head. "Uhh...Blackie?" Clover could make out the fine details the real Sam had. If she didn't know better, Sam had come over and dipped herself in ink. Blackie made no noise, simply giving Clover a seductive look. The girl know the concept of love was unfamiliar to the alien. "What are you doing?" Clover inquired, confused and worried. Blackie/Sam grinned, savouring a meal to come. Clover now realized she was completely nude, as was the fake Sam. "You know, I just woke up and-" The girl was cut off by a passionate kiss from Blackie/Sam. Clover forgot it wasn't really Sam and moved into it, closing her eyes and placing her right hand on Blackie/Sam's head, kneading her fingers into the pitch black strands of hair. Clover fell onto her back with Blackie/Sam pressing her body against Clover's. They continued to kiss with great passion, a cloud of lust overtaking the girl's mind.

Clover was allowed some air, trying to make sense of it all. She remembered Sam wasn't actually there and tried to question Blackie once more. She looked down at the black creature and saw it had shifted its form to Alex, another close friend. She sat on her side between the spy's legs. Blackie/Alex placed her hand on Clover's warm pussy, intending to ravish the poor girl. Now she understood. "One, you could have told me you could do this. Two, keep your form to girls I've made love with, and never a guy. Okay?" Blackie/Alex nodded, having intended such things anyway. Blackie needed to recharge itself as it was still at less than half its overall power. It still had an issue with considering the feelings of the host, something Clover planned to deal with later. All thoughts of anger towards the alien disappeared when she felt a cool tongue touch her sensitive pussy. She stifled a moan as she felt it creep into her. Her hands reached for her breasts, adding to her pleasure. Blackie knew exactly what to do to get Clover to reach climax, and acted upon this knowledge. It decided to make Clover scream in ecstasy as it had grown to care for the human girl in the short time they knew one another. Their unique symbiotic connection made it seem they had known one another for years.

Blackie/Alex continued to lick between Clover's legs, making the girl squirm and moan. She was feeling hotter and more aroused by the second, slight moans escaping past her lips. She felt herself becoming wet below, feeling Blackie/Alex's incredible tongue at work slipping inside her and extending. The girl felt her alien partner's lithe fingers rubbing her clit, gaining a loud cry from her. Clover grasped at her breasts, kneading and massaging them, her pulse quickening with her breath and her temperature rising. Normally she would be too tired for this early in the morning, but Blackie took care of that right after she awoke. She both hated and loved it for that.  
Clover felt a change in Blackie and tried to look down between her legs. Blackie raised its head, showing Mandy's mouth wet with Clover's juices. The girl smiled, finding new enjoyment Blackie's habit. Blackie/Mandy lowered her head once more, diving into Clover's wet pussy with her finger while her mouth enjoyed the girl's clit. Sensing Clover's coming orgasm, Blackie/Mandy removed her fingers to give the girl's pussy one last lick. Clover cried out as she climaxed, giving Blackie/Mandy the juices she wanted to take.

Clover laid on her bed with her arms and legs stretch out, panting and riding out her orgasm. Her chest rose and fell with each deep breath. Short, tired, moans left her mouth once more as Blackie, now in Britney's form, licked the girl's pussy clean. Once carefully done with her task, Blackie/Britney rose to meet Clover's tired and very satisfied face, straddling the girl between her arms and legs. A sultry grin graced Blackie/Britney's wet lips. Clover gave a weary smile to her friend. "Whenever you recharge yourself, I always end up tired. How's that for fair?" She quipped. Blackie reformed itself to Clover and beamed Clover's own cheerful smile at her. "I am NOT that self-absorbed." The girl shot. Blackie/Clover gave Clover a wet and passionate kiss for a brief few moments. She thought it unusual, but returned the kiss.  
The strange yet sensual kiss ended with Blackie/Clover reforming to a black suit. Clover watched the skin-tight suit take form on her lean body. Everything up to the base of her neck was covered. Against her own wishes, the finer details of her body were clear, including her nipples and belly button. Clover felt a surge of energy once more, allowing her to finally get out of bed. "Maybe we can wait until after I've eaten breakfast before you attack me next time." She playfully chided the otherworldly being.

Clover stood up and stretched, holding her hands above her head and locking her fingers together. She would have to get used to Blackie's default setting of skin-tight suit that leaves Clover all but naked. She was fine being naked in her own home, but outdoors as Blackie had done to her the night before, was a different story. The girl realized her normal morning cleansing ritual was not needed as Blackie took care of that for her as an unconscious effort to keep its host in peak physical and mental health. She walked over to her closet and looked over her large collection of clothing. "Now...what to wear?" She pondered, her right index finger on her chin. Briefly forgetting Blackie's power, it reformed into a full set of clothing for her: a pink sleeveless blouse with a thin horizontal stripe in the middle that showed her midriff, purple pants that ended just below her knees with laces at the bottom, a somewhat big pink belt, and cute light purple shoes. She quickly looked in her mirror and approved. "Almost forgot, you are a girl's best friend." She complimented it. She continued to look herself over as normal, back and front. With but a thought, Blackie raised a tendril and formed pink lipstick on her lips. A bright smile later, Clover grabbed her school bag and left her room. Her heart was racing, thinking about how she would tell her friends about Blackie. A thought occurred, forcing her to return to her room and retrieve the treasure she found in the ship last night. The girls were going to be quite wealthy in the near future.

En route to her university, Clover wondered how Sam, Alex, Britney, and Mandy would react to Blackie. She intended to tell Sam and Alex first and hope for the best. It was a beautiful Malibu day, not too cold or hot, and a perfect level of humidity. Clover's serene mood was interrupted by a bump from another passerby. "Hey! Rude, much?" Clover snapped, sending an urgent thought to Blackie not to retaliate. "Watch it!" Mindy barked. Mindy was Mandy's cousin by blood and complete twin by personality. She wore a purple button-up t-shirt tied over a yellow-striped shirt that showed off her stomach, hip-hugging jeans with a light-brown belt and blue shoes. She was Mandy's height with short blonde hair and green eyes. Her skin was more tanned than her cousin's. She currently worked at the Mali-U cafe. "Do you have to ruin such a beautiful day, loser?" Mandy insulted. Clover shot her secret lover a dirty look. Mandy returned with a confident and holier-than-thou grin. Mandy's wardrobe consisted of a light-red button shirt over a purple shirt that showed her stomach, a purple skirt held by a white belt with a light-pink gem brooch with a gold rim and purple shoes. "I could ask you the same thing, but I have places to be. Ta-ta." Clover flipped her hair at the duo and walked off, leaving them in her wake.

The blonde-headed spy finally found her two friends in the halls of Malibu University. They greeted as normal, all smiles. Alex wore a yellow sleeveless shirt showing off her stomach with a green backpack showing a yellow cat, beige pants with buttons on the sides, a long purple scarf tied on her waist, and brown shoes on her feet. Sam, fashionable as ever, wore a white long-sleeved blouse with laces on the front tied in a bow, a short green skirt with a blue belt, and green boots. "Girls, we have to talk about something incredible!" Clover announced cheerfully. "What?" Alex asked, excited. "In private. It's a secret." Clover said in a hushed tone. She briefly looked about and found an empty classroom. Clover ushered the two bewildered girls into the large classroom and closed the door. She drew the shade down and turned the lock. Blackie discreetly changed the make-up of the door and surrounding wall to make the room more or less sound-proof and proceeded to do the same for the windows while closing them and drawing the shades.  
Sam and Alex waited close to the front of the room near the professor's desk for the big news Clover had for them. She joined the curious two and beamed a smile. "So, you know how Martin Mystery has his own little alien side-kick that also works for M.O.M.?" Clover began cryptically. "Uhh...yeah?" Sam ventured, uncertain as to where Clover was going with her news. "I haven't seen Martin in a while." Alex observed. "Well...check this out." Clover held her arms out to her sides and formed an image in her mind of what she wanted Blackie to look like. Clover's clothes changed from pink and purple to black and formed a black spy catsuit. Her girlfriends were taken aback, stunned at the sight. Using their speechless gasps, Clover proceeded to tell them exactly what happened last night down to the smallest detail, and what she learned of Blackie's abilities.

As Clover finished her unusual tale, Alex was still overcome with a range of emotions from excitement and intrigue to fear and nervousness. She also blushed and held her hand over her mouth when she considered what Clover did with this Blackie. "Oh my." She said, imagining it. Sam, on the other hand, quickly got past her initial shock and took a more scientific approach, closely examining the symbiote. "Interesting..." She muttered, effectively looking at Clover's stomach. "Yeah. It's weird, but good. A bit naive about the world and certain...social necessities." Clover offered her assessment of the alien being. Sam reached out with her right index finger and gently grazed Clover's stomach, finding the material matching that of the spy catsuits they wear. "Is this its default form?" Sam inquired. Clover sighed morosely. "No, Blackie likes to act like a second skin. He likes to make me look like this." The blonde clarified. In a brief moment, the suit receded and made Clover more or less completely naked, standing before her friends and lovers. "Whoa!" Sam reeled back at the display. "Oh my." Alex repeated. "Don't you mean 'Oh la la'?" Clover asked in a flirting tone, putting her hands on her hips and shifting her weight to one side provocatively. "Clover! Cover yourself up!" Sam commanded. Clover ignored her and stalked towards the brainy girl. "We were all so busy we haven't been able to meet up in a week. I miss my Sam-O's." Clover stated, standing before Sam. Clover pulled her lover in for a deep and loving kiss. The blonde ended the kiss and reached her hands down, lifting Sam's skirt and grabbing her bottom. "Sam-?" Alex began, wondering on the unusual name. "Ohh!" Sam finished, clearing up the girl's quip.

"That's...not funny." Sam snapped, blushing and biting back her voice. "I know." Clover agreed, her left hand secure between Sam's thighs. She began to rub the girl, feeling her panties grow wet. As Alex watched the scene unfold, she blushed profusely and squirmed in place, rubbing her thighs together, becoming as aroused as her two friends. Clover dipped down to her knees, keeping her eyes locked on Sam's. "We can't do this here! We're going to get caught." The mature Sam urged. "Don't worry, Blackie has us covered. Besides, you're hot, I'm aroused, and Alex is feeling left out." Clover interjected, unbuttoning Sam's skirt and letting it fall to the ground. Clover and Alex were able to see just how aroused Sam had become. "Alex, can you keep Sammy's mouth occupied?" Clover requested. Without a word, Alex took her cute backpack off and embraced Sam from her left side, pulling her into a passionate kiss. Confident that she wouldn't be stopped, Clover settled into a comfortable position, sitting on her legs and moving her head forward, lapping her tongue on Sam's warm and wet pussy. She left the girl's white panties on, noting that they were slightly transparent when moist. Above, Alex left her left hand rest on Sam's right breast while Sam put her left arm around Alex's waist. All three girls were focused on love and pleasure.

Blackie had since made itself transparent, showing its host to be truly nude. Clover pushed part of Sam's panties aside to lick her pussy directly, finally gaining a cry from the beautiful woman. Clover herself was feeling hot and wet below, and elected to rub herself with her left hand for now. Clover's right hand went up to rub Alex's pussy through her pants, causing the girl to yelp is surprise. Sam helped Alex out of her shirt and tossed it aside, proceeding to lick and suck on the dark-skinned girl's breasts, gaining short cries from her. Clover plunged her tongue into Sam's pussy, enjoying her taste as always. Sam cried out in ecstasy, both she and Alex feeling weak in the knees.  
Clover stripped off Sam's wet panties while Alex removed her blouse, leaving Sam completely naked. Clover made her lay on the ground and gave her a brief kiss, forcing Sam to taste her own juices. Once done, Clover went back between Sam's legs, sensing her on the edge of orgasm. Alex took off her pants and underwear herself and was bidden by Sam to get closer. The two shared a brief tender kiss before Alex straddled Sam's face, allowing the wise one to lick her cute friend's wet pussy. Sam put her hands on Alex's bottom and continued to pleasure her lover as Clover's actions put her near climax. Alex gently grabbed Sam's breasts and cried out, her mind awash with lust. She gathered enough sense to bend down and join Clover in pleasing Sam. The blond spy met the black-haired spy and shared a brief kiss before Clover repositioned herself, lacing her legs with Sam's and pushing their pussies together. A delighted Alex licked the girls over as Clover rubbed their pussies together, gaining pleasured moans from them both.

After what seemed like hours, the three girls had their shared orgasms and rested comfortably side-by-side, cuddling with Sam in the middle, Clover to her right, and Alex to her left, with their clothes acting as makeshift pillows. They were in complete bliss, despite the floor being uncomfortable. After a while, Clover posed something to her lovers. "Blackie can make copies of itself, so maybe you two would want one for yourselves?" Sam and Alex thought on it and remembered what Clover explained earlier. "I don't know..." Sam was still skeptical. "Oh come on Sammy." Alex chided, laying on her side and leaning on her elbow. The de-facto leader sighed in resignation. "Fine." She relented. Clover and Alex cheered in unison and kissed Sam's cheeks, gaining a slight smile from the leader. "They can come off, right?" Sam questioned. "Yeah." Clover confirmed.  
The three girls sat on their legs with Sam and Alex sitting before Clover. As if on command, Blackie's color overtook Clover's body. Clover reached out with her hands, placing her palms on the center of Sam and Alex's chests. Black ooze moved from Clover's hands and changed color, silver for Sam and crimson for Alex. Since Blackie has a better understanding of the human anatomy, the integration aspect is much easier, as simple adrenaline rush is all the two spies felt as they were covered in Blackie's off-shoots. It still had control over the separated parts of its body, and would keep the three girls in contact. Clover decided that no one girl would give Blackie instructions, that all the girls were equal in this. Once the ooze solidified, the girls stood on their feet and looked themselves over. Clover wanted to be sure Blackie's process didn't hurt itself. It recharged itself in the morning and during the girls' threesome, so it appeared to be fine. Sam and Alex were marveling at their new suits, feeling better than ever.

Sam decided to name her part of Blackie 'Silky', due to its silver color, and Alex went with 'Fluffy' due to reasons unknown. Clover told them how she and Blackie learned how to get it to take a proper form with thought alone. With this, Sam, Alex, and Clover were once more dressed in their usual clothing for the day. Sam and Alex packed their other clothes in their bags and quickly left the room before they were caught. Blackie restored the room's normal functions on their way out. The girls spent the rest of the day bonding with the symbiote as a group with Sam learning interesting things about the universe and Alex learning new tricks like how to get free snacks from a vending machine. Clover was more than pleased they were all getting along. Clover met with Mandy in secret in the girls' bathroom between periods and they made a date to meet the week after with Britney at Clover's place with the spy intending to give Blackie's power to them as well. She thought all of her friends should have as much fun as she was having, and being connected to one another was an additional bonus. They shared a brief kiss and parted ways soon after. Mandy could be catty, and Clover could be air-headed, but they loved one another all the same. Clover had a brief image of herself sitting on a throne in a fancy manor with Sam, Alex, Mandy, Mindy, and Britney sitting around her as a lovely harem dressed in revealing clothing. She smiled and giggled at the thought but let it pass. First, Mindy was not part of the group relationship...yet, and second, their relationship built on mutual love and desire had no one at the top. This is how they liked it. Still...she liked the harem idea. Maybe they could take turns as the master?

After class let out, Sam and Alex accepted Clover's invitation to stay at her house for the night. Some time around 5 P.M., she finally showed the girls the treasure she found in the sunken ship, leaving them in awe. She told them about it, but never got a chance to actually show them anything.  
"Pirate treasure? Arr, cool!" Alex cheered. They sat on Clover's bed, further discussing the previous night's events in detail. Sam closely examined the coins and precious stones, ever pedantic about small details. "Wow..." She breathed. "I know! So let's go back around the same time I went and take the rest. We can split it between ourselves and go nuts! I'm thinking new clothes, new cars. Oh! A new house we can move in to!" Clover counted up things they could buy, nearly drooling over the possibilities. Sam and Alex stared at her mention of them moving in together. She noticed their looks and returned them. "So yeah...let's move in together." She told them shyly. Alex beamed a bright emotional smile. Sam nodded and smiled. "Yeah. A nice place that maybe Jerry can't use to WOOHP us." She proposed. They smiled, feeling warm and loved inside. They moved together and embraced one another in a tight circle. "So I guess we'll have to come out to our parents?" Sam mentioned, still hugging her girlfriends. "Yeah, but we can do it after we find a place near Mali-U." Alex chimed. "They'll be fine with it." Clover was certain.

They stayed up late into the morning, around 1 A.M. when she discovered Blackie had become her suit. The girls had spent the afternoon and evening simply hanging out. Sam retrieved Blackie's metallic pyramid and examined it, completely fascinated. After dinner, however, they spent a time playing strip poker. The game ended when Clover was down to just her bra, Sam was down to just her panties, and Alex was completely nude. The game ended when Sam and Clover went after Alex and proceeded to ravish her for quite a while. Blackie and its off-shoot forms were quite on the case to keep the girls in top form so they would not fatigue, and kept themselves transparent and out of the way.  
When the time came, the three stood side-by-side with Clover in the middle, standing before her window. On command, Blackie, Silky and Fluffy took form and became suits, dying Clover in black, Sam in silver, and Alex in crimson skin-tight suits leaving the girls more or less nude. Clover noticed this and looked to her embarrassed friends. "Rrowr, I like." She quipped, making a cute predatory sound. "Clover!" Sam barked. "What? It was like this last night. Don't worry, no one will notice. Blackie takes parkour to a whole new level." Clover explained, grinning. Alex looked herself over approvingly. The trio leapt from Clover's window and landed with a small thud on the ground, completely unharmed. Clover instructed Blackie and its extensions to follow Clover's route from last night. Masks were formed on the girl's heads, leaving white opposing scalene triangles to allow the girls to see, and dying their hair a pure white color.

The girls were able to experience Clover's route from the previous night, enjoying it immensely. They got over being less than nude in public after a short while. They stopped atop the large building and look out at Malibu, shedding their masks to truly take the sights in. ""Wow..." Alex was left breathless. "Wow? Hel-lo! We have the best view of Mali!" Clover was equally excited. "I have seen better views, Clover." Sam stated, overtly checking out Clover's bottom. "Same here." Alex agreed. Clover was bewildered until she saw them checking her out. "'Fraid so." She agreed, giving herself a light seductive slap. They giggled for a short moment before resuming their trek.  
The trio ran along the beach, laughing joyously. They stopped only when they were informed they were in the right place to begin their swim to the ship. They looked out to sea, readying themselves. "Maybe next time we can re-enact Spy Raider." Sam suggested. "Hmm. Yeah, finding some ancient treasure in an old temple would be fun." Alex agreed. "I wonder what Jer would say about a hobby of finding and selling old treasure to private buyers." Clover wondered, assuming they would get into serious trouble. "Once or twice couldn't hurt, especially if we go to a museum." Alex offered. The three were in agreement there. "Sam gets to dress up like Spy Raider though. Purr..." Alex said, giving her lover a sly look. Sam grinned, liking the idea. With that, they ran out to sea, their hearts racing in excitement.

Sam and Alex followed Clover's lead in forming swimming gear. Sam formed fins on the sides of her forearms and larger fins on her feet, the type worn by scuba divers. Alex went with her own style and formed something else. "Go mermaid go!" Clover cheered with Sam laughing beside her. Alex blew a kiss and swam past them. They dove down below with their senses and respiratory systems modified for the sea, allow them to see and breathe. They dove deeper and deeper, unaffected by the increase in pressure. They swam about, taking in the undersea paradise. They spotted a couple of sharks, but Blackie and his extensions gave off a special vibe that forced them to retreat. The three finally settled on Clover's large almost flat rock, laying down in a circle with their heads in the center and legs stretched outward. "Did you really have to, um, last night?" Alex inquired, blushing. "Yeah, it seems Blackie is still recharging." Clover replied nonchalant. "Understandable." Sam decided. She had spent most of the school day playing Q and A with Silky, so she understood its plight.  
"Hehe. I feel like the Little Mermaid." Alex said, flapping her mermaid tail slightly. Her legs were still there, just covered in a crimson solid mass that gave the illusion. "Well I do love me a redhead." Clover quipped, giggling. Sam chuckled slightly, the target of Clover's line. "Compared to whom?" She asked. Clover gained a serious look. "You know I love you two more than anything, right?" She said. "Yeah." Alex confirmed, smiling. Sam turned over and moved to hover her head above Clover's. They shared a brief upside-down kiss before staring into one anothers eyes. "I know, just teasing." Sam told her. Alex turned over on her stomach and smiled warmly at her girls. True, Britney and Mandy were loved ones that they couldn't do without, but those three beneath the sea had an unbreakable bond of love and trust that surpassed all others.

Sam, Alex, and Clover swam the distance to the sunken ship 'El Dorado'. Clover took them on a tour of the areas around the ship, all excited about the history that lay before them, untouched by time. The tour ended inside the captain's quarters. The girls reverted to their normal forms without the fins and mermaid tail. Sam liked Silky's ability to withstand water pressure, allowing them to walk normally while in water. "So...you did that here?" Alex questioned. Clover nodded. "It was like a do or die thing. It was kind of fun, actually." Sam and Alex thought on it a moment. Clover lead them to the secret room, triggering the mechanism that opened the door. The trio peered inside, seeing the fortune of lost treasure before them. "Wow!" Sam was astonished. "Cool!" Alex was equally impressed. "I know, right? We're gonna be set for life!" Clover cheered. Sam thought on something, gaining a serious expression. "How do we get it out of here?" She pondered. "Well, there's chests around, right? Maybe a chest or two at a time? Clover said we could get super strong and stretchy." Alex offered. "Yeah, but it's going to need a charge before heavy work." Clover stated, slipping her hands between Sam and Alex's thighs from behind. The girls blushed, surprised and feeling somewhat aroused.  
Blackie, Silky, and Fluffy made itself scarce, revealing Clover, Sam, and Alex in all their glory. Sam and Alex turned on Clover, pushing her gently back. The girls began to float in the water, something now allowed by the symbiote. Sam pulled Clover into a deep and passionate kiss while Alex positioned herself at their side, taking Clover's right breast into her mouth and Sam's left breast into her right hand. Her left was otherwise occupied with Clover's pussy, gently massaging it. Round 2 of Clover in the old sunken ship had begun, and she was enjoying every minute of it as she had hoped.

"Ever hear of foreplay, Clover?" Sam asked before running her tongue along the blonde's throat. "Doesn't this count though?" Was the girl's reply in a husky tone. "I'd like more foreplay too." Alex agreed. "Fine. How's this?" Clover gently pushed Sam away and brought Alex closer, giving the girl a deep and passionate kiss. Same gave a small smile, deciding to return Clover's 'generosity' from earlier in the day in the empty classroom.  
Clover continued her assault on her lover, licking and kissing Alex's throat and neck, making the girl groan. As Clover did this, Sam went lower to Clover's warm pussy and began to rub it. Clover had been a more generous lover that day for reasons Sam speculated upon. For that, Sam wanted to return the gestures and give Clover a screaming orgasm. She positioned herself to Alex's right side, putting her arm around Clover's waist and gently licking her nipple. "Clover..." Alex cooed, aroused and desiring more. Clover moved Alex upward and began to devour the girl's pussy, making her moan in pleasure. "H-hey, maybe we should go it another way, girls." Alex suggested between small cute moans. "Great idea!" Clover agreed, looking up to the girl's face. The girls moved about in a ring with Sam licking Clover, Clover licking Alex, and Alex licking Sam, each determined to make their partner feel the heights of pleasure in their more unusual place for a romantic rendezvous.  
The blonde-haired spy demonstrated her knack for controlling Blackie by forming a black glove and gently pushing a finger into Alex, extending her reach with the symbiote. Alex screamed in pleasure, giving Sam a similar idea. Sam repeated Clover's action, making the blonde cry out with the dark-haired girl. Alex took the cue and drove Sam wild as well. They repeated the licks, prods and nibbles for a short while more before a chorus of pleasured screams filled the ancient cabin.

They cuddled together once more with Sam in the center, coming down from their climax, exchanging loving kisses and allowing their tongues to dance in their mouths briefly. "I bet that recharged Blackie nicely." Clover mused. "We can go another round in your room if it didn't." Alex flirted. "Sounds nice." Sam agreed. "But first we take our booty, me hearties." Alex joked, making all three laugh.  
As suggested, they loaded the treasure into containers, reinforced or expanded by Blackie and his extensions, and moved it out of it's former resting place. Granting incredible strength, speed, agility, and dexterity, they were able to get back to Clover's house in a short while, storing everything in the basement until plans could be made for it all. Their first objective was, of course, a home of their own, one which allowed amorous moods free reign.  
"I know how quickly you USED to fall for cute guys. Will that be translating into cute girls anytime soon?" Sam questioned Clover. The three spies retired to Clover's room with Clover in her normal pajamas, Sam in a long purple shirt, and Alex in a small t-shirt and shorts. "Hey! Fine, the thought crossed my mind for a minute, but I'm committed to our relationship." Clover explained. Once she accepted herself for what she was, she saw the women surrounding her at the university and while on missions in a new light. Sam and Alex flashed her a smile. "I don't think we know many other lesbians, anyway." Alex added. Sam thought for a moment and shrugged, remembering a few girls they have known in the past who were likely lesbians. "I was thinking we could give Mandy and Britney parts of Blackie, too." Clover informed them. A moment of hesitation hung in the air before Sam relented in agreement. Clover and Alex shared large grins, looking forward to it. "It's fine to have a healthy sex life, but this might be pushing it." Sam sighed. Without a word, Clover and Alex tackled her.

A week had passed since their recovery of the treasure. They secretly donated part of it to a museum, a large chunk of it to WOOHP., and the rest was sold to a private collector from Japan. With it, they purchased a manor near Mali-U and moved in after they came out to their families. They were accepted for who they were and who they loved with open arms. Frankly, Clover's father was happy he didn't have to deal with boys anymore. Jerry and the rest of WOOHP. were accepting as well, with many not having much of an opinion on the matter as they were more interested in the efficacy of their agents, though Jerry was truly supportive. It is noted that after the girls moved out of the dorms, Mindy and Mandy took their penthouse.  
Once they were settled, Britney was invited to move in as well, an invitation she quickly accepted. Though she was able to support herself, having such beauties as roommates was too good of an opportunity to pass up for the fellow spy. The manor itself was modern and state of the art while tastefully decorated by the girls themselves. Everything was ready for the date Clover made with Mandy and Britney, with quite a date planned for those involved.  
Mandy had arrived in the evening, dressed in low-riding loose purple pants with a purple jacket over a light purple sleeveless crop top, and purple shoes. Mandy and Clover shared a brief and violent stare before smiling and sharing a brief and tender kiss while Sam, Alex, and Britney joined them in their living room. "May I show you to the master bedroom with the large bed?" Clover asked. "So soon? I guess I can skip dinner and go straight to dessert." Mandy replied coyly. "Assuming you aren't dessert." Britney added, a devious grin upon her lips. The girls were overjoyed with the ensuing evening.

Mandy and the girls made quick work of their clothes, unceremoniously casting them to the ground while they made love on the large bed with the green sheets. Britney was on her back licking Clover's pussy as the girl steadied herself as she leaned on her hands straightened behind her. Sam was on her knees firmly rubbing Britney's pussy with Alex behind Sam, ravishing Sam's pussy, her hands on the red-head's shapely and toned bottom. Mandy watched, getting far more aroused than normal, rubbing her warm and wet pussy. Clover took notice of the unattended girl and beckoned to her. Mandy wordlessly obliged, crawling to Clover unintentionally seductive. Mandy straddled Britney's stomach and passionately kissed Clover. Britney enjoyed the new view with Sam's wonderful finger and tongue work.  
The room soon became filled with the sounds love and passion. Clover continued to taste Mandy's mouth as her hands became occupied with her former nemesis' chest, kneading and massaging her breasts. Her right hand grazed the center of Mandy's chest and traveled downward past her stomach and to her pussy. Pleading sounds left the girl's mouth, urging Clover's hand to act. When Clover slipped a finger inside and began to move it, Mandy held Clover close to her, rubbing their chests together as she cried out in pleasure.  
Sam and Alex had since positioned themselves to lick one another, enjoying feel and taste of their partner. Britney felt somewhat alone, and once this was noticed, Clover made a point to give Mandy a hint as to what she should do. Mandy leaned back somewhat and began to rub Britney with her right hand, with the girl happy for the renewed attention. Clover giggled and lowered her head to lick and suck on Mandy's breasts. Britney truly did not mind feeling Mandy's juices drip onto her. As the night wore on, there was no signs of the four girls stopping until the sun rose. Thanks to the alien symbiote, they were never truly tired. Thankfully, there were no neighbors to complain of the noise.

Clover had imparted two parts of Blackie onto Mandy and Britney. Mandy's part had turned gold, and was named Amber. Britney's, however, turned white and was dubbed Creamy. The girls were thankful for the gifts and the abilities they were now endowed with. Mandy had shifted Amber's form to a number of new clothes she had seen recently and marveled at how authentic the jewelry Amber formed appeared to be. Britney chuckled, more interested in the physical prowess she had gained. "I wonder if Mindy would like one?" She thought aloud. Mandy glared at her. "Puh-leeze! We're so not going to find out! Besides, she's straight." The popular girl snapped. "So were you until Sam, Clover, and Alex interrupted your beach time." Britney turned with a wink. Mandy blushed, still remembering what happened. Her first time, and it was with her arch enemies, and she liked it. Clover gave Mandy a peck on her cheek. "Don't worry, we're so not going to turn Mindy...unless you're okay with it." She promised. "I am not sleeping with my cousin!" Mandy barked. "I think she's kinda cute." Alex mused. "Me too." Britney agreed. Mandy sighed in defeat. Later on, Alex and Britney did indeed corner Mindy in the girl's bathroom. She was propped on the sink counter while Alex kneeled before her and began to rub her clothed crotch while Britney sat beside the bewildered girl and massaged her chest. After a short time, Mindy's aroused nasally voice resounded through the room. It seems the poor girl was weak to Britney's scent, something else she had in common with Mandy. The three left after 20 minutes with no one discovering what had transpired. Mandy later approved of the addition to their group.  
Mandy and Mindy strongly considered the girls' offer to move in with them, but decided against it for now. They had a few things to settle on campus before such a big move.

Clover had sensed Blackie's agitation for a number of days following the girls' big move. Everything was finally revealed when Jerry, the leader of WOOHP. had pulled the three girls into a secret wind tunnel located beneath a blue mailbox. They landed in a heap on a comfortable couch in Jerry's office and began to brief them on a new mission.  
"Hello girls." He greeted them with a smile. The spies righted themselves with a groan. "You could call or something, give us a heads-up." Sam suggested. Jerry didn't reply, merely smiling. "Now that we've settled, we may begin." Jerry spoke, triggering a video using a button on his desk. Behind him, the view screen came to life, showing mug shots of various high-level criminals. "These are mercenaries, former special forces for the U.S. government. They were reportedly executed for crimes against humanity two years ago. Recently, however..." He played a video showing the group of five individuals, two women and three men of various heights and ethnicities. "They took command of a convoy going from Nevada to California. The contents are as-of-yet unknown, as are the weapons and gadgets employed by the mercenaries. I've yet to hear word from the military concerning their former employees." Jerry explained as the video played showing the group employ weapons that could give WOOHP. a run for its money. The girls stood and withdrew their compact communicators and pretended to trigger the device that materialized their spy suits, letting Blackie, Silky, and Fluffy emulate the process down to the glowing blue energy stripe that would normally appear with the process. The symbiote perfectly mimicked the spy suits, keeping the original colors of Sam's green suit, Clover's red suit, and Alex's yellow suit. Jerry summoned the gadgets the spies would use on their mission and bid them luck.

WOOHP. zeroed in on the location of the convoy, hidden near an abandoned warehouse in Shelter Cove, California. The spies began their approach at night around 1 A.M. Their lithe framed dipped in and out of shadows, guards dropping like flies at an impressive rate. "Blackie's anxious." Clover noted. The girls stopped in a corner, peering around for signs of cameras. "It is its first mission." Alex observed. "Yeah, it's getting pumped." Sam explained, feeling her prowess increase tenfold. Blackie did indeed feel anxious. Something terrible was present, and it wanted to be ready.  
The spies entered the warehouse, finding it to be in states of disrepair and disuse. Sam took out a pair of pink-tinted glasses and scanned the area, finding a power source and hatch bolted into the floor. The girls made their way over and manipulated the hatch, granting them access. The descent was easy enough, as was avoiding the guards. They located a control security room a fair distance down a brightly lit hall. After hacking the door, they burst in and made quick work of the guards and proceed to the main console. They looked upon the various monitors, seeing guards and engineers positioned, all building weaponry they had not seen before. A hiss of anger escaped Sam's suit. "You know these guys?" Sam inquired. Visions passed before the girls' eyes. A planet of multicolored solid/liquid masses was shown to them. The planet was barren with no greenery, merely rocks, mountains, and a vast ocean. The symbiotes, Blackie's species, lived in peace and harmony for millennia until ships arrived from space, ones that greatly resembled the one Clover, Alex, and Sam were able to see on a monitor.

A battalion of invaders landed on the ancient world, clad in gray armor and wielding energy rifles. They were tall and well-built in stature with pale gray skin and seemed to be bald, but seemed to resemble humans without a nose. Armies began to land en masse, laying waste to the symbiotes. The natives began to fight back, but were no match for those who knew and understood violence. Blackie learned quickly, forming itself into a circular blade that cut down the invading forces, the Revaks it learned. The general of the invading force took the metallic pyramid from a rectangular container and threw it at Blackie. The pyramid burst open in a brilliant flash of light and pulled Blackie inward. The pyramid reformed and fell to the ground. The general lifted it, gave a vile and wicked grin. He triggered a mechanism on the pyramid, forcing it to the air. It quickly shot upward and into space. Thousands of years later, it would be found by a girl with short blonde hair who was staying in Beverly Hills while a penthouse was being repaired. The vision ended on that bleak note, giving the spies pause. "This...might be above our pay-grade." Sam spoke, stunned. "Maybe we should call The Center?" Alex suggested, hopeful. "No. We stop those lamos and avenge Blackie's species." Clover was adamant. Sam and Alex nodded, smiling with renewed confidence. With Silky's assistance, they managed to discreetly sabotage the power systems to stall the Revaks and their human allies, including a number of business and political allies, Jerry confirmed after the spies' update. The trio of spies slipped into an air duct to move about the underground installation, aiming for the Revak general who banished Blackie to space.

Sam was at the head, moving forward on her hands and knees with Alex behind her and Clover bringing up the rear. "Isn't this how we got into trouble in the first place?" Clover joked, recalling how they first found love in each other. "Not now, Clover..." Sam sighed. "Oh my." Alex blushed. They had time, Clover decided. She reached her right hand forward, willing part of Alex's suit to open. Alex gave a quiet yelp of surprise. "Why Alex, no panties? You naughty girl." Clover teased, tracing her finger over Alex's pussy. "Ooh. You'd better finish what you started." Alex demanded between moans. Sam sighed in defeat. Alex took notice and willed Silky to recede from Sam's crotch, tracing her tongue over the girl's exposed pussy. The first time they were in a vent, they pleased one another through the suit. At that time, a pheromone had gotten to them, releasing their desires in full. Now however, they needed no such trick. Sam did need some convincing, and Alex was up to the task.  
Alex moved to lay on her back and moved her head beneath Sam, gaining a better vantage point while keeping her legs spread for Clover's continued assault between her thighs. "Oh you two are incorrigible!" Sam barked, her last stand before submitting to pleasure. She barely had herself propped up on her arms, hanging her head and panting. "Yeah, but it is good for the nostalgia factor." Clover said before licking Alex's clit, her right hand busy between her own legs. "And it's not like we can get enough of you, Sammy." Alex added before pushing her tongue inward, causing Sam to moan, a sound Alex and Clover enjoyed hearing. Whether it be the danger or nostalgia, it did not take much more to push the aroused girls over the edge and achieving orgasm in unison.

Sam and Clover had collapsed forward with Sam laying on cold metal and Clover laying on Alex's stomach. "We've never had sex this often before. I like Clover's new frisky attitude." Alex commented, riding the afterglow of her climax. "With such hotties around me, can I be blamed?" Clover joked, planting a kiss on Alex's belly. "No, I guess not." Sam relented with a weary smile, not truly minding. The past returned in more than one way as the vent rumbled, giving way a couple of moments later. Blackie stepped in and readied the girls.  
When the section of ventilation shaft hit the ground, the girls bolted outward and sent fists and feet flying at enemies they sensed before they saw, taking apart the enemies who pulled them from their reverie. "Never again." Sam told them angrily, dusting her hands off. "Our vents aren't big enough anyway." Clover shrugged, almost joking. They dashed from the room quickly, their symbiote camouflaging them as they left the room, allowing them to pass by undetected. The girls questioned why Blackie, Silky, and Fluffy simply didn't do so before but decided that it needed further data for more intricate tactics. Sam was left with this duty as the team's leader. Moving as unseen specters, Clover and Alex forced open an elevator shaft and Sam leapt down followed closely by her comrades. They grabbed hold of a ledge when they reached the proper floor and forced the doors open. They dashed down another hallway and burst into a large room, racing the Revak general and his men as well as the influential people selling out the planet. The spies revealed themselves, looks of determination upon their visage.

"They sent a bunch of school girls?" A man who appeared to be a rich Texan complete with cowboy hat questioned in humor. "We're from WOOHP, the World Organization of Human Protection. You're all under arrest!" Sam declared. Laughter erupted from the human enemies, but not the Revak, knowing full well what the girls had. He lifted a nearby large and heavy cylinder pipe and roughly threw it at the girls. Normal humans would have been crushed in an instant, but Sam was able to bat it away with a backhand fist, leaving the container to smash into a far wall. The spy suits changed color, but not shape, leaving the metal bits and belts. Sam's suit changed to silver, Alex's to crimson, and Clover's to black. "As I said, you're under arrest." Sam repeated with a grin. No laughter this time. These were no ordinary 'school girls'. A larger Revak burst into the room, clearly a guardian of some sort, but collapsed onto the ground. Britney and Mandy entered the room, blue and purple spy suits changing to white and gold. "Please, resist arrest. We need the practice." Britney taunted them.  
As expected, a fight erupted. Lasers fired through the air, missing the female targets. The spies, plus Mandy, took apart security and the Revak guards in kind. The general, wanting to end the symbiote's existence, rounded on Clover with a large metal pole. He swung down, only to be stopped with one hand. Clover ripped it from his hand and used a wide grip, swinging away at the stunned general and sending him flying towards Sam. The red-haired spy deflected the large soldier with a punch, sending him to Alex. The alien caught and swung away using added momentum, sending him sailing towards Mandy. A look of disgust showed on the shallow girl's face as she kicked the man high into the air to be received by Britney who kicked him downward, smashing the old general into the ground. Their combination was flawless, and victory was theirs.

The spies lead a charge into an orbiting ship, quickly taking control with WOOHP supporting them. The Revak invaders and their human allies were all detained with a special U.N. group actively investigating and questioning all involved. Sam, Alex, Clover, Britney, and Mandy were able to keep Silky, Fluffy, Blackie, Creme, and Amber a secret, though it truly was just Blackie and its detachments and did not have a 'main body' that needed to be fussed over, though it was appreciative of the concern. It had taken its revenge and saved an innocent planet with the help of its hosts. The technology gained from the invasion would go on to aid planetary defense. A number of ships were taken back to WOOHP with one set aside for the spies' use.  
After a final search of the mothership, Clover noticed Alex looking in awe out of a large window, seeing the infinite distance of space, moved by its wonders. Clover stepped behind the girl and wrapped her arms on the girl's shoulders and pushing their bodies together. "Hey." Clover greeted in a sensual tone. "Hey." Alex returned, lightly giggling. Clover gently pushed her chest into Alex's back, trying to seduce her. Sam came from behind Clover, pushing herself against the blonde-haired spy and wrapped her arms around both of the girls and grasping onto Alex's breasts. Alex and Clover were caught off guard, but the attention was not unwanted. "Didn't I get grief for this earlier Sammy?" Clover questioned her fearless leader. "Yeah, but I feel our partner could use a recharge." Sam explained herself. "I think you're right." Alex agreed. "Ya know what? Me too. I found this one room we could use with a five-star view." Clover announced.

Over a month had passed since the invasion was thwarted and a respite was due. The girls had gathered in the manor's living room. Clover sat in a throne wearing partially revealing robes like a sultan with Sam, Alex, Mandy, Mindy, and Britney gathered around her wearing middle eastern harem girl outfits, all looking very attractive. "Sam, come here." Clover ordered. "Yes, Mistress Clover." Sam obeyed, her tone soft and alluring. She stood and walked over to Clover. She sat on Clover's lap facing her mistress. Clover pulled her into a passionate kiss, wrapping her arms around her servant. Clover ended the kiss and leaned Sam back and keeping her arm behind the girl to support her. She pulled the girl's revealing top up, exposing her chest. Clover didn't waste a moment, moving her head forward to run her tongue along Sam's breasts. "Hey! When do I get a turn?" Mandy angrily questioned. She was laying on her right side with her elbow supporting her. "We took lots and I go first." Clover looked to her and replied. Alex draped her left arm over Mandy's stomach. "Mistress, may I?" She requested. "You may." Clover was quick to give permission, returning to Sam's chest and making her servant moan aloud. Alex licked Mandy's neck as her hand moved upward, cupping the underside of her former nemesis' left breast. Mindy and Britney took a cue and began to fool around, kissing and rubbing each other. Clover was finally able to make a fantasy come true: surrounded by her loved ones in complete bliss.

Author's Notes: The second and last chapter of 'the Symbiote'. I wrote it using Station Square Guardian's notes, and credit is due to this great author. A number of things were changed to suit my personal taste and style. I quite like how it turned out, and I hope you, the reader, like it as well.  
On to more depressing news: my first Totally Spies story 'Totally Frustrated' was overwritten by the first 'Symbiote' chapter and is now lost. Granted it was a short story written solely to include the ventilation shaft scene which I reproduced here to great affect, but I still liked it. There's likely no chance, but if anyone might have a copy of it, send me a message so I can restore it.  
P.S. the vent scene was inspired by a picture drawn by the great artist John Joseco. He now runs an image site called Hand Drawn Curves. I invite you to check it out if you like cute girls as much as I do.


End file.
